Item 5.07. Submission of Matters to a Vote of Security Holders

On June 23, 2022, Tivity Health, Inc. a Delaware corporation (the "Company"), held a special meeting of stockholders (the "Special Meeting") to vote on the proposals described in the Company's definitive proxy statement filed with the U.S. Securities and Exchange Commission on May 24, 2022, as supplemented on June 16, 2022. A total of 49,932,432 shares of the Company's common stock were entitled to vote at the close of business on May 23, 2022, the record date for the Special Meeting, and approximately 36,243,005 shares of the Company's common stock issued and outstanding were present at the Special Meeting or represented by proxy at the Special Meeting, representing approximately 72.6% of those shares entitled to vote, which constituted a quorum.

Each of the proposals upon which the Company's stockholders voted at the Special Meeting, and the final, certified results reported by the Company's inspector of elections, Kenneth V. Franke, are set forth below:



    1.  The proposal to adopt the Agreement and Plan of Merger, dated April 5,
        2022 (the "Merger Agreement"), by and among the Company, Tivity Health
        OpCo Parent, Inc. (f/k/a Titan-Atlas Parent, Inc.), and Titan-Atlas Merger
        Sub, Inc. (the "Merger Agreement") was approved by the affirmative vote of
        stockholders holding a majority of the outstanding shares of the Company's
        common stock entitled to vote at the Special Meeting, as set forth below:



   For     Against Abstain Broker Non-Votes
35,657,375 524,216 61,414         -



    2.  The proposal to approve, on an advisory, non-binding basis, the
        compensation that may be paid or become payable to the Company's named
        executive officers that is based on or otherwise relates to the Merger
        Agreement and the transactions contemplated by the Merger Agreement was
        approved, on an advisory, non-binding basis, by the affirmative vote of
        the holders of a majority in voting power of the Company's common stock
        entitled to vote thereon, which were present or represented by proxy at
        the Special Meeting, as set forth below:



   For      Against   Abstain  Broker Non-Votes
30,746,109 3,967,577 1,529,319        -


    3.  The proposal to approve one or more adjournments of the Special Meeting
        from time to time, if necessary or appropriate, including to solicit
        additional proxies if there were insufficient votes at the time of the
        Special Meeting to approve the Merger Agreement or to seek a quorum if one
        was not initially obtained was not called because the proposal to adopt
        the Merger Agreement was approved. If such proposal had been called, the
        vote would have been as follows:



   For      Against  Abstain Broker Non-Votes

33,271,592 2,902,983 68,430         -

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